---
schema_version: "secwatch.filing_event.v1"
accession: "0001558370-23-011556"
form_type: "8-K"
ticker: "MTVA"
cik: "0001638287"
company_name: "MetaVia Inc."
filed_at: "2023-06-29T23:59:59+00:00"
generated_at: "2026-06-13T14:55:00.731690+00:00"
event_type: "other_material"
sentiment: "neutral"
materiality_score: 0.55
calibrated_materiality_score: 0.55
confidence: "high"
source: SEC EDGAR
---

# NeuroBo shareholders approve reverse stock split, elect directors; Board updates director compensation

## Summary
- Stockholders elected Na Yeon (Irene) Kim and D. Gordon Strickland as Class I directors for three-year terms.
- Ratified BDO USA, LLP as independent registered public accounting firm for fiscal year ending Dec 31, 2023.
- Approved reverse stock split at ratio from 1-for-5 to 1-for-8, with Board discretion to set exact ratio.
- Board adopted A&R Non-Employee Director Compensation Policy with annual cash retainers up to $40k base and RSU grants.
- Legacy RSU grant of 87,500 shares for eligible directors; initial grants of 25,000 shares for new directors.

## SEC filing metadata
- accession: 0001558370-23-011556
- form_type: 8-K
- ticker: MTVA
- cik: 0001638287
- company_name: MetaVia Inc.
- filed_at: 2023-06-29T23:59:59+00:00
- event_type: other_material
- sentiment: neutral
- materiality_score: 0.55
- calibrated_materiality_score: 0.55
- confidence: high
- sec_items: 5.07, 8.01, 9.01
- EDGAR index: https://www.sec.gov/Archives/edgar/data/1638287/000155837023011556/0001558370-23-011556-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1638287/000155837023011556/nrbo-20230628x8k.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0001558370-23-011556
- JSON: https://secwatch.observer/filing/0001558370-23-011556.json
- Plain text: https://secwatch.observer/filing/0001558370-23-011556.txt

## Key facts
- Shareholder Votes
  MetaVia Inc. shareholders approved Election of two Class I directors at the 2023-06-28 meeting.
  - Proposal: director election
  - Outcome: passed
  - Meeting: 2023-06-28
  source text: Proposal 1— Election of two Class I directors, each to serve three-year terms until the 2026 annual meeting of stockholders and until the election and qualification of his or her successor, or such director’s earlier death, resignation, or removal. ​ Class I Nominees Votes For Votes Withheld Broker Non-Votes Na Yeon (Irene) Kim ​ 16,263,684 ​ 128,573 ​ 2,991,489 ​ D. Gordon Strickland ​ 16,220,250 ​ 172,007 ​ 2,991,489
  evidence_url: https://www.sec.gov/Archives/edgar/data/1638287/000155837023011556/0001558370-23-011556-index.htm
- Shareholder Votes
  MetaVia Inc. shareholders approved Authorization of one or more adjournments to solicit additional proxies if insufficient votes to approve reverse split proposal at the 2023-06-28 meeting.
  - Proposal: reverse split
  - Outcome: passed
  - Meeting: 2023-06-28
  source text: Proposal 4— Approval to authorize one or more adjournments of the Annual Meeting to solicit additional proxies in the event there are insufficient votes to approve Proposal 3 described above. ​ Votes For Votes Against Votes Abstain 18,644,657 ​ 717,732 ​ 21,357
  evidence_url: https://www.sec.gov/Archives/edgar/data/1638287/000155837023011556/0001558370-23-011556-index.htm
- Shareholder Votes
  MetaVia Inc. shareholders approved Approval of an amendment to the Certificate of Incorporation to effect a reverse stock split at a ratio in the range of 1-for-5 to 1-for-8 at the 2023-06-28 meeting.
  - Proposal: reverse split
  - Outcome: passed
  - Meeting: 2023-06-28
  source text: Proposal 3— Approval of an amendment to the Company’s Certificate of Incorporation to effect a reverse split of the Company’s outstanding common stock at a ratio in the range of 1-for-5 to 1-for-8 to be determined at the discretion of the Company’s Board of Directors, whereby each outstanding 5 to 8 shares would be combined, converted and changed into 1 share of the Company’s common stock. ​ Votes For Votes Against Votes Abstain 18,447,440 ​ 929,062 ​ 7,244
  evidence_url: https://www.sec.gov/Archives/edgar/data/1638287/000155837023011556/0001558370-23-011556-index.htm
- Shareholder Votes
  MetaVia Inc. shareholders approved Ratification of the appointment of BDO USA, LLP as independent registered public accounting firm for fiscal year ending December 31, 2023 at the 2023-06-28 meeting.
  - Proposal: auditor ratification
  - Outcome: passed
  - Meeting: 2023-06-28
  source text: Proposal 2— Ratification of the Appointment of BDO USA, LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2023. ​ Votes For Votes Against Votes Abstain 19,014,374 ​ 311,654 ​ 57,718
  evidence_url: https://www.sec.gov/Archives/edgar/data/1638287/000155837023011556/0001558370-23-011556-index.htm

This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.